NOT FOR DISSEMINATION IN THE UNITED STATES
OR THROUGH U.S. NEWSWIRE SERVICES
KELOWNA, British Columbia, Aug. 15, 2018 (GLOBE NEWSWIRE) -- Fission 3.0 Corp. (“Fission 3”) (TSX VENTURE SYMBOL: FUU) is pleased to announce a non-brokered private placement financing to sell on a best efforts basis, up to C$2.5 million in flow-through Shares at a price of C$0.10 per share and up to C$2.5 million units at a price of C$0.10 per unit. Each unit consists of one common share and one common share purchase warrant exercisable at C$0.15 for a period of 2 years.
A finder's fee may be paid and the Company may grant finders a Finders Warrant in accordance with the policies of the exchange. Each Finders Warrant would be exercisable into one common share at a price of C$0.10 per common share for a period expiring 2 years from the date of grant of the Finders Warrant. Sprott Capital Partners and affiliates will be acting as a finder in the private placement financing.
Closing of the offering is anticipated to occur on or before the end of September 2018 and is subject to receipt of applicable regulatory approvals including approval of the TSX Venture Exchange.
The common shares, warrants and flow-through shares will be subject to resale restrictions for a period of four months from the closing date.
The gross proceeds of the offering of flow-through shares will be used to incur Canadian exploration expenses, which will be renounced in favor of the purchasers for the 2018 taxation year. The net proceeds from the sale of the units will be used to advance development of the Company's properties and for general working capital. (See Fission 3 news release date June 12, 2018.)
In addition, Fission 3 has entered into a binding letter of intent with Rhyolite Lithium Corp. (“Rhyolite”) pursuant to which Rhyolite can earn up to an 80% interest in Fission 3’s mining concessions located in Peru. Rhyolite has made an upfront payment of C$100,000 and has until September 10, 2018 to complete its due diligence on the project and the Earn-in Agreement. Stage one of the earn-in contemplates property expenditures of not less than $2.5 million by December 19, 2019. Fission 3 would be the operator of the project and would maintain a minimum 35% of the project through an ownership interest of 19.9% of Rhyolite.
About Fission 3.0 Corp.
Fission 3.0 Corp. is a Canadian based resource company specializing in the strategic acquisition, exploration and development of uranium properties and is headquartered in Kelowna, British Columbia. Common Shares are listed on the TSX Venture Exchange under the symbol "FUU."
ON BEHALF OF THE BOARD
"Dev Randhawa"
________________________________
Dev Randhawa, CEO
Fission 3.0 Corp.
Investor Relations
TF: 778-484-8030
ir@fission3corp.com
www.fission3corp.com
Cautionary Statement: Fission 3.0 Corp.
Certain information contained in this press release constitutes "forward-looking information", within the meaning of Canadian legislation. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur", "be achieved" or "has the potential to". Forward looking statements contained in this press release may include statements regarding the future operating or financial performance of Fission 3.0 Corp. which involve known and unknown risks and uncertainties which may not prove to be accurate. Actual results and outcomes may differ materially from what is expressed or forecasted in these forward-looking statements. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations. Among those factors which could cause actual results to differ materially are the following: market conditions and other risk factors listed from time to time in our reports filed with Canadian securities regulators on SEDAR at www.sedar.com. The forward-looking statements included in this press release are made as of the date of this press release and Fission 3.0 Corp. disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities legislation.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933 (the “1933 Act”) or any state securities laws and may not be offered or sold within the United States unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration is available.